City of the Dead
by phantomofthehummus
Summary: Carlos Oliveira, a mercenary for U.B.C.S., is sent into the heart of chaos within Raccoon City. Along with his fellow soldiers he prepares to find and rescue survivors. After his encounter with S.T.A.R.S. officer Jill Valentine, Carlos soon discovers that there is much more to this incident than he could have ever imagined.
1. Chapter 1

**Chapter One**

"Open your eyes, kid. It's show time."

Startled, I woke from my daze and peered up. It was Mikhail.

"What's the deal?" I asked him, stretching in my seat. We had been at HQ awaiting orders for the past week and half with no clue as to what was in store for us. The office was cramped and empty save for Mikhail and myself.

"We've been called in to-"he started, before being interrupted by the door slamming open.

"Something's going down in Raccoon City. Get on your feet, Oliveira." Nicholai barked, after barging into the room. I hopped up, knowing from his tone that this was serious and not the usual bullshit Umbrella had us playing around in. We briskly walked from the office and down the hall to the main lobby of the building. The rest of the mercenaries were already gathered there. Whispers and mumbling echoed all around, but I couldn't make out anything specific. Alongside Nicholai stood Captain Patrick, another soldier in charge. They quietly discussed the situation, being mindful so that none of us dogs could hear what we were about to be throw into. A fellow soldier, Rick, approached Mikhail and I. He was wide-eyed, young and inexperienced, and definitely a bit too excited for my taste.

"You guys know what's goin' on?" he asked in his thick Cockney accent.

"No more than you do, cowboy," I replied.

"Whatever it is, it's gonna be big, boys." Mikhail said in a hushed voice.

"Attention!" Patrick yelled over the men. He had a stern look about him, but I could see fear shining in his dark eyes as he surveyed the crowd. "We're flying into Raccoon City. More orders to come. Now get your asses outside and head for the choppers!"

Rick gave me a wink and jogged off with the rest of the men. I waited behind to catch up with Nicholai.

"Sir!" I shouted as I quickly walked over.

"What is it?" he sounded more annoyed than usual.

"What exactly is going on here, sir?" He cut his eyes at me and smirked. Before I could get out another word, he nodded to the helicopter and said, "Ladies first."

Inside the chopper, I found my place next to Mikhail. He was already sweating profusely and pulled out a handkerchief, dabbing it at his gleaming forehead. On my left was Rick, his eyes darted around the inside of the rig as though it were his first time flying. I elbowed him and smiled.

"You ready for this?" I asked him playfully.

"Aye, mate. Always ready." He said with confidence.

I stared ahead, avoiding the curious and terrified eyes of my comrades. What were we getting ourselves into? I'd learned in my three years with Umbrella that there was more to it than just pharmaceuticals and pleasing the consumerist culture. There was something sinister about this company without a face. No one seemed to know who the hell was in charge if it all, or to what extent it would go to in order to keep that hidden. As a soldier of the Umbrella Biohazard Countermeasure Service, I simply did what I was ordered to do and asked no questions because I knew I would get no answers. All I could sum up was that whatever was happening in Raccoon City was a direct result of the recent incident in the Arklay Mountains. That, I knew, was linked to Umbrella. But how did it make it into the city?

"Listen up! We have orders from HQ." Nicholai shouted over the roar of the engine. I perked up out of my distracted mental state. My adrenaline was already kicking in and I felt my heart begin to pound.

"Your mission is to get in and out with as many survivors as possible."

"What happened, sir?" a soldier called out.

"A virus... Locals will be hostile, so keep your asses in line and follow orders."

A virus… I wondered.

A mercenary stood up and tossed down the rope ladder. He waved at the men to get off the chopper. I gulped and followed behind Mikhail and the others.


	2. Chapter 2

**Chapter Two**

My boots thudded against the concrete after I had let go of the ladder. I turned to Mikhail and saw the color drain out of his face. Time seemed to be moving in slow motion. My ears were ringing from the sound of gunfire and screaming. The Raccoon Police Department were gathered further down the street, and from the looks of it, they weren't doing so well. I blinked, trying to make out what the hell was happening. A tall brick building loomed over us, and beating against its barricaded door was a young woman. She hit at the door frantically as a group of men lurched toward her. I began to approach them when everything went silent in a flash of white. I fell to the ground, feeling the vibrations from the explosion. I looked to my left and saw Mikhail preparing to toss another grenade into the mass of people over that way. My eyes went back to find the woman only to see her being torn apart by the men that had been chasing her. Her blouse was ripped off, exposing her breasts. A hand grasped at her face and tore into her cheek. Blood poured out in rivulets from the wound. One of the men bit into the soft flesh of her stomach and there was no mistaking it- they were eating her alive.

A hand firmly pulled me up from the ground. I twisted violently, thinking it was one of those things.

"Go! Go! Go!" shouted Mikhail as he shoved me away. He threw a grenade, and ran to me, pulling me along down an alley way. I pulled the M-4 assault rifle from where it was slung across my back and held it firmly in my sweating hands. We sprinted down the alley and turned the corner. It was empty; we had left all the chaos behind us.

"This is bullshit! Why would they send us into this mess?" I yelled.

"We're here to clean up after Umbrella, son. It's what we do." Mikhail said in an unearthly calm voice.

As I caught my breath, Rick burst into the alley. He ran over to where we were standing and let out a sigh of relief. Reaching into his vest, he pulled out a pack of cigarettes, popped one into his mouth and leaned against one of the buildings to the right of the alley. Mikhail tossed him a match, which he scraped against the bottom of his boot before lighting up.

"Want a smoke, mate?" he asked as he exhaled.

"I quit a year ago," I said.

"We'd better get moving," Mikhail spoke, "We don't know how close those things are."

Suddenly, the boards covering the door which Rick was leaning against flew apart as greedy pale hands clawed at his throat. He gagged and coughed, a stream of blood flowed from his mouth and down his chin and neck. He slammed the lit cigarette down onto one of the hands, but it had no effect on the creature. Mikhail aimed and left a single bullet in Rick's forehead.

"God have mercy on you." He said before we ran further into the alley. We came upon an opening, and recognized a local bar. We didn't wait to see if the monsters were catching up to us, and headed inside. It was empty. A few half-eaten meals sat unattended at the bar, but there were no signs of life. I locked the door we had entered through, although there was no telling whether that would matter against those things. Mikhail examined behind the bar, grabbing a clip of handgun ammo and tossing it to me. He picked up a crinkled postcard from beside a plate of partially eaten steak.

"A clock tower," he said, "Nicholai and Patrick mentioned something about that."

"They've been keeping something from us, haven't they?" I wondered aloud.

Unexpectedly, the back door to the bar flew open. I aimed my rifle steadily at the man who came in. He pointed his pistol at me in return. With his foot, he kicked the door closed, keeping the gun aimed at me all the while. Mikhail cleared his throat, startling the man in the yellow vest. He was obviously a cop or soldier by the looks of his camouflage pants and lace-up boots. His widened eyes fixed on my Umbrella patch and his glare became more menacing.

"You bastards are with Umbrella?" he spat angrily.

"Put the gun down, we're here to help you." Mikhail said calmly.

"Help us? You caused this mess!" the man shouted.

Mikhail examined the man closely,"S.T.A.R.S.?" he asked, "Are you a soldier?"

"Special Tactics and Rescue Service, asshole. We're part of the R.P.D. Wait- stop trying to distract me!"

He now faced Mikhail, gun steadily pointed at his chest. Mikhail's hands were in his pockets. He nodded at me to put my gun down. I bit my tongue but slung the rifle back over my shoulder as instructed.

"We're just mercenaries," I said quietly, "we know nothing about what Umbrella is doing."

"There's something after me, "the man spoke quickly," something big and much worse than any zombie… I need to hide, and I can't have some of Umbrella's fuckin' pets in my way."

Mikhail slowly walked around the hysterical man and stood beside me. His gun never went down. I turned and unlocked the front door, and stepped outside into the cool autumn air. Mikhail lingered in the doorway and glanced back at the man.

"Look for us when you need a way out of here." Mikhail said before closing the door firmly.


	3. Chapter 3

**Chapter Three**

The street outside the bar was eerily silent. A breeze cooled the sweat that plastered my hair against my forehead. All the houses that lined the road were boarded shut or barricaded, but there were no sounds except for the echo of our boots on the pavement. The shutters of all the nearby shops were pulled down, and several streets were blocked by wrecked vehicles or shoddy barricades. The people of Raccoon City hadn't known what hit them, and when they realized what was happening, it had been much too late. As we headed past a Kendo truck blocking another path, we saw a familiar figure heading in our direction.

"Still alive, I see." Nicholai said in a dry, humorless voice. I bit my lip and let Mikhail handle the situation. He, too, was silent. We waited for Nicholai to speak.

"Well, looks like it's just us three."

"Where's Patrick?" I asked, startled.

"Dead."

"What about the others? All those men are…?" I trailed off.

"There's a cable car nearby. If we can get it running, we can make it to the extraction point- Saint Michael's Clock Tower that is."

"We'll head there and check it out." Mikhail said. I couldn't read his emotions.

"Good." Nicholai walked off back toward where we had been dropped off. I exhaled sharply.

"He knew what we were heading toward. He knew everything all along! He let our men die out there!" I yelled, my back turned to Mikhail.

"That doesn't need to interfere with our survival, Carlos."

"What? Did Umbrella give him a raise? Why should we team up with that backstabber?"

"Do you want to live?"

My shoulders slumped.

"Let's move."

The cable car was surrounded by those things, those "zombies" as that guy back at the bar had called them. We had to plan out how we were going to reach it unharmed. Mikhail told me to give him cover fire as he went in with his rifle. He ran toward the mass of zombies, and I held back waiting. A flaming pile of wreckage lay behind me, the heat was nearly unbearable. Mikhail seemed to be doing all right, but I kept my eyes open. From behind me, something moved amongst the flames. I turned, curious to find out what it might be.

"Hello?" I called into the burning pile.

Something dark and angry leaped out past me, smelling of burned flesh and decay. I spun around to see it just in time as it pounced on me. It was a Doberman, bloody and still on fire. Its teeth were bared and reaching for my throat. My arms were around its neck, as I struggled to keep it from ripping into me. I held it up under its chin with my left forearm as I grabbed for my knife with my right hand. I yanked the knife from its place on my leg and rammed it into the dog's throat. Blood spurted out onto my face and into my open mouth. I tossed the beast aside, sat up and spat, the taste of copper still covering my tongue. With the back of my arm, I wiped the blood from my face. I noticed the horde that Mikhail had entered had dispersed. There were many corpses strewn about, but it was strangely quiet. I panicked, leapt up from the ground and jogged to the set of cable cars.

"Mikhail!" I shouted when I noticed him propped up against the building next to the car. I ran to him, letting him lean against me. He was barely conscious and bleeding heavily from a wound on his abdomen. I practically carried him into the car, and coaxed him to lie down on a section of seats. He quickly slipped into unconsciousness. I leaned back against the seat and exhaled. I was exhausted, and angry with myself for letting this happen to him.

I stood and looked at Mikhail one last time before exiting the cable car.


	4. Chapter 4

**Chapter Four**

Before we had made it to the cars, I had noticed a section of shops. I headed there to see if I could find anything to repair the car with and maybe even find a survivor. I didn't have much hope for the latter. Walking swiftly, I entered the shopping district. It was also empty and quiet. I sighed, relieved to be away from all the action even for a moment. Up ahead of me was a restaurant. My stomach grumbled, and I decided to take a detour and check it out. Jogging toward the building, I almost ran into a zombie. It staggered to one side, spinning to face me with its nose sticking up as though it were following my scent. I pulled out my pistol and aimed for its head.

"Bastard!" I cried, firing one bullet between its lifeless eyes. It slumped to the ground, the wound created a dark blot of gore around its head. I jogged up the road to the restaurant, wasting no time in case another one of those things was lurking about. I pressed against the door, a bell jingled was it opened. Once inside the brightly-lit room, I closed the door and readied my pistol. I couldn't see anyone, but I knew I wasn't alone. Something crashed in the kitchen, and I slowly paced toward the sound. I cut the corner, and saw a woman aiming her pistol right back at me.

"Calm down, lady. I'm no zombie!" I shouted at her, lowering my gun.

"Who are you?" she asked in a no-nonsense tone.

"My name is Carlos. I'm with Umbrella; we're here to rescue survivors."

In an astonished voice, she cried, "Umbrella? They're the ones who caused all this in the first place!"

Without warning, another crash echoed from the back entrance. We both turned, startled. A loud, angry growl escaped the creature that had entered. It was large with one eye sealed shut. It had what looked like tentacles protruding from its palm, and it was stomping toward us at an alarming speed.

"S.T.A.R.S.!" It growled, as it sprinted for the woman.

"Quick, move!" She yelled, dashing behind the counter. She pulled me down, then stood up and grabbed the lamp that was sitting on the counter. She tossed it back into the kitchen, where I had noticed some gas was escaping from a large machine. I hunkered down, preparing for the explosion. The boom echoed through the building, and some of the ceiling crumbled off, pattering against the tile floor. I looked up and into the face of the woman. Her eyes conveyed a look of fear mixed with relief. She got up, straightening out her black leather skirt. She offered me her hand, and pulled me up from the floor. We left through the front door in silence. As she sauntered off, I called to her, "Wait! Where are you going?"

"He won't stay down for long."

"What the hell was that?"

"I don't know, but it's after me," She looked up at me, her brunette hair falling in disarray around her pale face.

"It said S.T.A.R.S., didn't it? So, you work for them?" I asked.

"Yes," she said. She looked down and I saw she was clenching what looked like an ID card of some sort in her hand. "Brad…" she whispered. I realized that Brad must have been the man Mikhail and I had encountered back at the bar.

"You work for Umbrella? Those liars! They caused all of this!" she stared at me, flustered and angry.

"Look lady, we're only mercenaries, hired hands. Does the master tell his dog why he has to fetch the stick?" I retorted.

"My name is Jill. Jill Valentine." She said.

"Okay, Jill. We're going to get out of here. If you can trust me, come with us."

"S.T.A.R.S.!" the creature boomed from inside the restaurant.

"I can't stay here," Jill yelled as she ran down toward the shopping district.

"Just think about it!" I called out after her. I turned toward the door, rifle in hand, waiting to see if the monster would attack. I listened, but it had gone. It had left through the back entrance. She was right, it was after her. It must have been one of Umbrella's bio-weapons. But why was it after S.T.A.R.S. members and no one else? How were the two connected?


	5. Chapter 5

**Chapter Five**

I decided I was in no rush to get back to the damaged car yet, so I went to check out the R.P.D. on the Uptown side of the city. The place was a mess. I sprinted past the small gang of dogs that seemed to be guarding the building, and headed inside the front gate. Lying off to the side in front of the building's double-door entrance was the body of Brad. I approached him and saw he was face down in a pool of dark crimson. The back of his head gaped open in a nasty wound. I realized that the creature back at the restaurant was responsible for this. I shuddered, and entered the police station.

The lobby was calm and dimly lit. The side doors had been barricaded, and recently from the looks of it. Perhaps there would be someone left alive in here. I went for the only open door, and entered into a disastrously cluttered office. Tables were overturned and papers were strewn about on the floor. In the smaller back office, I discovered the corpse of an officer. He had been shot after succumbing to the virus. Someone else had been here, it could have been Jill but I didn't think so. I gazed at the body and thought of Mikhail. Would he, too, become one of the undead? I shook my head clear of the thought, and started through the other areas.

While exploring the second floor, I came upon the S.T.A.R.S. office and went inside. I heard something move behind the front desk, and became alert. I steadied my pistol and approached the desk with caution. A small girl, no more than ten, leapt out and screamed. I jumped back, completely surprised by her presence.

"Wait!" I called to her as she headed for the door.

She turned and looked at me suspiciously. I waved her over, and slowly she stepped closer to me.

"I'm here to save you, what's your name?"

"Sherry."

"I'm Carlos. Come with me, I'll get you out of here."

I put out my hand, and she stepped back. "No! My mother told me to wait here, and I have to find her and daddy. I can't leave them."

I walked toward her, hand still outstretched. She crept closer to the door, which opened slowly. We both gasped. A woman walked in and grabbed the girl tight in an embrace.

"Sherry! I was so worried!" she exclaimed. She looked at me and nodded thanks.

"I'm Claire Redfield. Who are you?"

"Carlos. I'm with Umbrella. We're here to rescue survivors." I noticed her nose turn up at the sound of the company's name. "That's the general response," I said humorously.

"Umbrella… Do you have any idea what they've been doing?" she sounded angry.

"Not exactly. Now isn't the time for that though, we have to get out of here."

"I have a way out already. We're with a cop. Leon…" she trailed off. I watched as she pulled out a radio. "Leon. I found Sherry. We're headed your way." She turned to me and smiled, "I hope you know what you're doing, Carlos. Thank you for finding Sherry. Good luck."

Before I could say anything to her, she and the girl had left. I stood alone in the office. I only hoped I had done the right thing in letting her go. Then I remembered something. Redfield. That name… It had been the name of one of the S.T.A.R.S. members involved in the Arklay mountains incident! Chris Redfield and Jill Valentine. They had already been through this kind of hell before. I had to get back to Jill and find out more about what was happening here, and fast. Before exiting the office, I grabbed a clip for my pistol which I found on one of the desks. Better to have more than enough ammo than too little.


	6. Chapter 6

**Chapter Six**

The way back to the cable cars hadn't been filled with too many obstacles. All I was focused on was getting to that clock tower and saving my team. I boarded the car, and checked on Mikhail. He was breathing heavily, but the bleeding had let up for the moment. The door to the next car slid open, and Nicholai emerged. He looked at the damage done to the car, pounding his fist in anger.

"We don't have the necessary supplies to get this thing running!"

Jill entered from outside and tossed a jumble of wires to Nicholai. "Will this help?" she asked, putting her hand on her hip. I smiled, noticing Nicholai becoming flustered. He threw the wires at me. "Well, go on and fix it."

I attached the wires and Jill provided me with some oil to get the thing up and running. I wiped my hands on my pants and nodded. Everything seemed to be in order.

"Did you decide to join us?" I asked her. She nodded, a serious look on her tired face. Nicholai removed Mikhail's bloody side-pack and tossed it to her. She pulled it on and tightened it firmly around her waist.

"How did a civilian like you manage to survive?" Nicholai muttered.

"I'm no ordinary civvy. I'm a member of S.T.A.R.S. Alpha Team." She said confidently.

"Still, a woman like you making it through the city in one piece…" he said with a devious smile.

"She's with us now," I said, "Sir."

Nicholai entered the front car, leaving Jill and I in back with Mikhail. The rig began to move. We were finally getting out of this place. I sat across from Mikhail and sighed in relief. Jill tended to his wounds gently and with great care. The blood from his pack had begun to soak into her blue halter, staining it a deep navy in some places. After finishing with Mikhail, she wiped the back of her hand against her forehead, leaving a streak of blood. She stood and looked at me with tired eyes. I walked closer to her, and wiped the blood from her face. Her blue-green eyes stared up into my face with a look I could not identify. I leaned in closer to her face. She put her head down quickly.

"We'd better catch up with Nicholai," she said as she headed through the door. I followed swiftly behind her. Nicholai was nowhere in sight. The car was empty.

"That bastard betrayed us!" I yelled. A loud boom sounded at the back of the next car. "Mikhail…" I said under my breath in horror. Jill nodded to me, "Stay here, I'll go handle it."

I watched though the window. The city was flashing by with speed. Where had Nicholai gone?

Jill burst back through the door, slamming it shut as she sprinted toward the control panel. The back car exploded in a great red flash, and the car shook. She crashed into me, and I fell into the emergency brake. I closed my eyes waiting to be thrown again. Nothing happened.

"The brakes are out!" she cried.

"Nicholai must've done something to them." I remarked.

"That thing followed me. Mikhail… I don't think it's dead. We have to do something, and fast!"

I grabbed her hand and smashed through the glass of the window next to the controls. We flew apart as the rig crashed and went up in flames. I hit the ground hard, scraping up my elbow pretty bad. Smoke choked me when I tried to inhale as I crawled away from the crash. When I was far away from the smoke-filled night air, I looked around to see the clock tower hovering high above. The face of the clock seemed to peer down at me, watching me as I walked toward the entrance. I looked around one last time. The smoke was too thick to make anything out. I knew Mikhail had died saving the rest of us. I hoped Jill was still alive. I limped to the door and went inside.

Instantly, I noticed the body of Captain Patrick. I checked him, but he was already long gone. Nicholai had lied and told us no one was left. It wouldn't have surprised me if Nicholai had killed off some of the men as well. I heard a door open nearby and turned to look.

"Carlos!" Jill exclaimed. She ran to me and took me in her arms. "Let me clean up those wounds."

"Thank you," I said as she wrapped my arm in a bandage.

"Mikhail saved me. Saved both of us." She spoke softly.

"I know, he was a good soldier." I replied. She stood up and dumped the remainder of her medical supplies in the side-pack. Turning, she looked at the staircase.

"This is the extraction point, at least that's what Nicholai told us." I said.

"Do you believe him?" she inquired.

"If Captain Patrick came here, then it's safe to bet that it's true." I said, looking back at the fallen soldier. She nodded, still peering at the stairs. She pulled me to my feet.

"Can you walk?" she asked. I smiled and told her I could manage. She wielded her pistol and led the way up the stairs. Once we made it to the top of the stairs, there seemed to be only one door. We went through it to find ourselves right below the face of the clock. The wind whipped my hair away from my face, carrying with it the scent of smoke and metal. Jill discovered a ladder and we climbed up and checked out the room. I stayed in the doorway, looking out into the night. A loud roar caught my attention, and I looked to Jill who nervously peered outside the doorway. A chopper flew into sight, just a little ways away from the tower. We quickly climbed down the ladder and Jill excitedly jumped up and down to get the pilot's attention. She laughed and whipped around, smiling at me though her hair was sticking to her lips. We hurried down the main stairs and ran out into the small courtyard. Jill looked up at the helicopter, arms dangling at her sides.

"We're saved, "she said quietly. Then, waving her arms above her head, she called out, "Down here!"

Without warning, a single missile glided through the black thickness of the night sky. It collided with the chopper in an insane explosion of light. Jill covered her head with both hands. I slumped onto the ground, staring up in disbelief. Jill's knees buckled, and she fell to the ground a few feet away. The chopper fell out of sight, leaving a trail of acrid smoke as it went down. The earth vibrated beneath us as the creature that had been following Jill leapt from the clock tower. Jill stood and reached for the shotgun she had been carrying on her back, but she wasn't fast enough. The creature flung its tentacle at her, knocking her to the ground. It approached her while she was down, but had not yet noticed me. I readied my rifle and aimed for the beast, laying my finger on the trigger without letting up.

"Over here, you bastard!" I cried as I emptied my weapon into its body. Luckily, my shots had hit its rocket launcher directly, causing it to explode and the creature limped into the flames of the busted up cable car. I waited, panting in fear. Nothing. I climbed up from the ground, and limped over to Jill. She lay motionless amongst the rubble. I knelt down beside her, and pulled her into my arms. "I can't lose you, too," I whispered. She moaned softly as I picked her up and carried her back inside the clock tower.


	7. Chapter 7

**Chapter Seven**

Once we were safe inside the chapel of the clock tower, I set Jill gently down on a bench. Her head lulled from side to side as she struggled to remain conscious. "Take it easy," I told her.

"Carlos," she mumbled, "I'm infected." I grasped her hand in mine, waiting for her to continue speaking. "If I turn into one of those things… you have to kill me." She looked me directly in the eyes while saying this, and I knew I had to do something quickly before she was affected be the virus. I stood, my legs shaking, and watched her as she faded into a deep sleep. Before the tram had wrecked, I had noticed a sign showing the estimated distance from the Raccoon City Hospital. I exited the chapel, closing the door firmly behind me and headed for the main room of the clock tower. I peered around cautiously, wondering when the creature that was after Jill would make its return. It was nowhere in sight. I paced across the room to a door that seemed to lead outside. A misty rain pattered against the paved road, it was cold against my dirty, sweating face. I reached for my pistol after noticing a few zombies lurching around the corner. I fired into them before they could become a real threat. As I approached their bleeding husks, I examined their attire. They were dressed in scrubs and gowns, definitely from the hospital. I peered through the light rain and saw the large clean structure a ways off down the street.

After wasting a few more of the zombies, I entered the hospital lobby. Aside from scattered blood puddles and overturned tables, nothing seemed out of place or of concern. I crept further inside, noticing a lone zombie in the hallway I was about to enter. I pulled my pistol up, aiming right between his eyes. Before I could take the shot, its head was swiped off by another creature. It had long, sharp claws and was covered in dark green scales. It hissed and charged at me, slicing at my thighs and gashing them open. I let out a yowl, and fired all fifteen shots from my pistol into the beast. It waddled slowly closer before collapsing in a pool of its own blood. I studied my bleeding thighs, sighing with relief once I realized the thing had not hit any arteries. It sure stung like hell though.

I got back on my feet, cringing as the cuts widened and blood soaked into my pants. I reloaded my pistol and headed down the dimly lit hallway. The body of a doctor was sprawled out on the floor in the room I entered. He held a memo in his bloody hands. I leaned down to pick it up, and the doctor gasped loudly, gurgling on the blood that filled his throat. I yelped in surprise and took a step back. He coughed, deep red droplets spurting from his mouth. He handed the slip of paper out to me, choked once more, and then his hand fell limply back to the floor. I leaned in and took the paper. Written in ink were the numbers 3077 and Room #122. I stuffed the sheet into my vest pocket, and approached the elevator at the back of the room. I pressed the call button and waited patiently for it to arrive. The doors slowly parted, revealing the body of a fellow soldier inside. I cautiously entered and examined the man, he was dead. There was a single bullet embedded in his head.

My body broke out in a cold sweat. This had to be Nicholai's doing. The soldier was still warm, so I had to keep my guard up in case I encountered the traitor responsible for his death. I hit the button to go to the second floor and watched the doors glide closed.

The elevator doors opened to the second floor, and I crept out, pistol in hand. The hall was silent, save for my panicked breathing. I studied the doors to each of side of the hall until I noticed Room #122. I paced quickly to it, and reached for the knob. It was locked. My hand fumbled inside my vest pocket for the paper slip. To the left of the door there was a number-based lock. I entered the digits 3077 and pushed enter. The lock on the door clicked open, and I went inside. Fluorescent lights lit the frigid room. I shivered as I crossed the room and came to face a large case of vials. The container was marked with a sign that read "Temperature Should Not Exceed 30° F." On the far side of the room there was a desk with a computer. I walked over and saw that the machine was still running, and it had just the information I needed. The file opened on the screen detailed information about the T-Virus and the newly developed vaccine. The vials in storage contained this vaccine, and I needed to administer it to Jill before it was too late. I opened the container and picked up a vial, placing it in my side-pack with care.

I exited the containment room and jogged down the hall toward the elevator. Before I hit the button, I noticed that someone had already been inside and returned to the first floor. I bit my lip as I waited for the elevator to return. The doors opened and it was empty. Someone had removed the soldier's body. Without haste, I boarded the elevator and headed for the first floor. Once the doors opened, I examined my surroundings nervously. No one seemed to be nearby. I could hear a faint beeping, and went to check it out. Stuck to one of the beams inside the lobby was a C-4 bomb with only seconds to go before it would explode. I sprinted across the lobby and out the front doors. I kept running down the street toward the chapel as the hospital was decimated behind me. I didn't dare look back, only kept jogging back to the chapel.

I panted after reaching the room I had left Jill to rest in. I staggered over to her and carefully stuck her with the needle. She came to, and smiled wanly up at me. I fell to my knees, let out a heavy sigh, then collapsed into darkness.

When I awoke, I was resting on the bench where Jill had been what seemed like mere moments before. My eyes searched the room, but there was no sign of her. I sat up slowly, the blood rushing to my head. I looked down and saw that my thighs had been bandaged. The bandages were fresh and still clean, so they had to have been placed on me not too long ago. As I studied them, the door to the chapel slammed open and Jill ran in, breathing heavily.

"Let's go!" she cried, waving me to come. Without delay, I hopped from the bench, secured my weapons and followed her out as she fled. Her hair was damp from the rain, and I knew she had encountered the monster yet again while I had been sleeping. How long had I been unconscious?

"Jill, where the hell are we going?" I called to her as she ran ahead through the side door of the clock tower and in the direction opposite of what was left of Raccoon City Hospital. She kept running at a steady pace, then climbed a set of steps and opened a gate that was labeled "Raccoon City Park." I followed compliantly behind her.

"Carlos, you were out for two days. That thing came back for me. I- I thought he was dead…" she panted as we walked briskly through the park.

"Two days?" I said in disbelief. She led me to an empty fountain and jumped down into it. I looked at her in utter confusion. "What, you want to take a swim at a time like this?" I joked. She coaxed me down and pulled me toward a ladder that presumably led into the sewers. "I think we smell bad enough already." I mumbled.

"This leads to a cemetery." She said.

"Oh, that sounds like a great idea. A cemetery. Aren't there enough creepy things around this city for you?" I scoffed. She smiled at me, and headed down the ladder before I could object further. I reluctantly followed her into the darkness below.


	8. Chapter 8

**Chapter Eight**

In the faint light, we made our way through the sewers beneath Raccoon City. Jill's boots clacked on the slippery cement underfoot, the sound echoing out into the distance. The darkness lay ahead of us; the only sound other than our heavy breathing was the splash of filthy water. I pulled my lighter from my pocket and flipped it open, it lit with a spark. We jumped down from the ledge into the putrid smelling sewage below. It was warm and the feel of it soaking into my fatigues made me gag. Something slithered quickly past me in the water.

"What the fuck?" I said, jumping away from the creature.

"Move!" Jill called, already cutting through the water ahead of me. I caught up with her, pushing against the water as it hurried past. I caught a glimpse of another one of the creatures as it snaked by. Suddenly, another leapt from the sewage and secured itself to Jill's arm. She yelled and ripped it from her skin, a stream of blood sprayed out from the wound. Yet another one of the bastards leapt out and this time it collided with my abdomen. Its teeth were like needles as they pierced into me, and I winced at the pain. We had almost made it to the exit, and I couldn't pry the thing off of me. Jill climbed up the next ledge and turned to offer her hand. She saw the snake-like monster and took aim with her pistol, wasting no time to blow it to pieces with a single bullet. I struggled to pull myself from the water, and lay on the cement panting. I felt light-headed, knowing I had lost a lot of blood. Jill pulled me up and guided me to the ladder leading out of the sewers.

Once outside, I found myself standing in one corner of the local cemetery. Jill climbed out from the hole and landed softly on the wet grass. It was raining lightly. Jill's hair darkened from the moisture and lay plastered against her forehead. I put my hand out to sweep it away, and she quickly moved back a step. My hand fell to my side and all at once I collapsed onto the sopping grass. I let out a harsh sigh, coughed and tasted copper on my tongue. Jill grabbed me from behind and dragged me past old sunken tombstones and into a nearby building. She kicked the door open and carried me inside. I noticed a shovel by the fireplace and noted that this was where the supplies for the workers were kept.

"Let me fix that wound for you," Jill mumbled. She sounded on the verge of tears.

"This isn't over. I'm not dying on you, yet." I chuckled.

"Not funny. I can't lose you, Carlos. We're getting the hell out of here. Together." She spoke in a whisper as she bandaged me up once again. I put my hand on her cheek and stared into her wet eyes. She leaned her forehead against mine and sighed. Before I could manage to speak anymore, the structure shook violently and pieces of the ceiling crumbled off onto the floor boards. Jill was thrown onto her side, and I slid further against the wall.

"What is it now?" Jill said furiously.

"Another mutant," Nicholai chimed in as he came from the fire place. I studied the area behind him and noticed that the bricks at the back of the fire place had been smashed in; he must have come from in there. Jill perked up and faced Nicholai, reaching for her gun.

"Silly girl. I'm not here to play with you two." He muttered as he headed for the door.

"This is no game, Nicholai." Jill said angrily. She fumbled to get her pistol out, but was too late. Nicholai had already exited the shack. She sighed in exasperation and turned to me. I smiled at her and pulled myself up. She shook her head.

"You might want to sit this one out." She spoke.

"And let you have all the fun? No way." I joked. I limped to the door, knowing I would be of little use but insisting that I go anyway. Jill reluctantly nodded and led the way back outside. The rain had let up for the time being, but the clouds still covered the moon and I could make out only a few stars gleaming against the black sky. The ground rumbled beneath our feet, and I fell off balance against a tombstone. Jill jumped for me, but I nodded to her that I was all right. The center of the grave yard bulged upward, then sunk in completely, Jill went toppling into the crevice. I tried to reach out a hand to grab her, but I was too late. She rolled along with the dirt and luckily did not get hit by one of the markers.

A large, grotesquely mutated worm emerged from the earth. It opened its mouth to reveal circular sets of pointed teeth that shone in the starlight. It let out a menacing screech and dove back into the soil.

"Damn it!" Jill yelled as she got on her feet. She grabbed the shotgun from where it had been slung on her back and waited for the monster to return. It did, but from behind her. She quickly spun and fired into its face twice before it slithered around her and went back into the earth. I knew that at this rate it would take her a while to defeat the beast, so I readied my assault rifle, taking aim as the creature lurched toward Jill. We both fired into it simultaneously, and it oozed thick, green blood. However, our shots were not enough to kill it. Jill was obviously getting weary of the thing, and I noticed she was standing in a puddle of water from the rain. Nearby stood a street light with power cords hanging down from it. It was leaning, ready to fall at any given moment and the cords would shock anything that encountered the water. I looked to Jill to tell her, but she had seemingly read my mind. She waited in the puddle for the worm, and just as she had hoped it emerged from the puddle. She fired a round into the post, and it fell, the wires hitting the water and sending the worm into violent convulsions. It screeched one last time before deflating entirely into a pool of putrescent green.

Jill circled around the monster and headed for me. I lent her my hand and pulled her up onto solid ground.

"Nice work, Valentine," I said with a wink. She helped me up from where I sat and led the way back into the supply building. I mentioned the fire place, and we cautiously examined it before heading inside through the hole at the back. A dead mercenary lay strew among bits of paper. He had been shot.

"What is this?" I asked aloud. Jill was leafing through a set of papers that were scattered on the table in the center of the small, dark room. Next to the body stood a large communcations device. It was on and functioning, and as I approached it a voice came through.

"All supervisors proceed to the extraction point. Mission aborted."

Jill looked up from the document, her brow furrowed in confusion.

"The supervisors were sent here to _observe _how well the mercenaries fought under these conditions. They were here to do nothing more than watch and then ensure that Umbrella gets away with all this." She said in a stunned tone. I smashed my fist against the wall, enraged.

"That bastard! All those men died because of him!"

"Because of Umbrella." She said, looking down.

"And that- that thing after you? What is that?" I asked her.

"Umbrella. S.T.A.R.S. was sent to that Mansion in the mountains, just to be observed, as well. And killed off. But we made it, and that wasn't the plan, Carlos. They're trying to get rid of us and cover their asses."

"Well, this isn't over. We won't let them get away with this." I said. I had regained my strength through this anger I now felt. I made a point to fight this through until the end. We were going to get the hell out of the city and make sure the truth came out with us.


	9. Chapter 9

**Chapter Nine**

After we made it back from the cemetery, we reentered the park. In one of the files Jill had read, she discovered that another extraction point was located at an old factory by the park. I assumed there would be a chopper ready for Nicholai to escape in, but we were determined to beat him to it. We paced quickly, trying to avoid as many of the zombies as possible. They were slow, and we had already dealt with much stronger and faster enemies, so they seemed to be no real threat any longer. As we headed down a dirt path, I noticed another dead mercenary. I checked his wounds and they looked like bite marks.

"Carlos! Watch out!" Jill cried as I stood. A dog, like the one from before, was growling and slowly making its way toward me. The sounds coming from its open mouth were low and deep. I equipped my pistol and fired 5 bullets into the beast before it got much closer. It whimpered and toppled on its side. I caught up with Jill, and we exited the area. On the other side of the gate we went through, there was an old bridge going across the river below. Directly across from us was the factory. It looked desolate and in complete disrepair, definitely abandoned, or meant to look that way. I smiled at Jill, knowing that this nightmare was approaching its end. All we had to do was get out before Nicholai arrived, and I had a feeling he was nowhere nearby yet, but we would need to hurry.

Just as these thoughts came to my mind, a familiar sound echoed around us.

"S.T.A.R.S.! GROOOOOAR!"

"No.." Jill mumbled under her breath. I grabbed her by the arm and began sprinting across the bridge. There was no telling how close the monster was, and I was taking no chances. Suddenly, a tentacle protruded through from under the bridge, I stopped short and waited for it to slither back down. Once it had, I made it the rest of the way and spun around to see the thing leap onto the bridge between Jill and the last few steps it would take her to get to the factory. The monster flung its tentacle at her, but she ducked just in time and threw herself at the creature. It was surprised by the attack, and stumbled too close to the edge. It toppled off the bridge and landed in the water with a splash. Jill ran to me, laughing in disbelief at what she had just done. I grabbed her hand and we entered the dead factory together.

The inside of the building was just as dilapidated as the outside. Rust caked the walls and pieces of the ceiling had fallen off, collecting in piles upon the floor. There seemed to be only two doors, and the shutter was firmly closed on one, requiring a key card to get it open. I led the way to the only other option we had, and the door creaked open when I pushed against it. There was an elevator leading into the basement level of the facility in one corner. A grenade launcher was propped against yet another communications device. I smirked at the luck we seemed to be having. I nodded to the weapon, offering it to Jill.

"You take that. I have _this_." She said, pulling out a magnum revolver from her side pack and aiming it directly at me.

"Whoa, there." I laughed. "Bug gun for a little lady." She rolled her eyes and secured the gun back into place, switching it for her pistol for the time being. Her smile faded and the mood was serious once more. I picked up the launcher, noticing it already had 6 rounds in it. I hooked it over my shoulder and stretched. With no warning, the communications device blared static and then an automated message cut through the harsh sound.

"Missile attack confirmed. All personnel evacuate immediately. Repeat: missile attack confirmed. All personnel evacuate immediately."

My heart sank and I turned to Jill. She gulped, her eyes wide with panic.

"We have to move, and quickly." I said as calmly as I could muster. She nodded and ran for the elevator, not hesitating to press the button to enter the lower level of the factory. I gazed at her as she disappeared below. Once she was gone, I began searching the room for something to get the shutter open. I knocked a folder off the nearby table and bent to pick it up. A paper had slipped out. It was a notice to the supervisors. I read it carefully, breaking out in a cold sweat as I did.

_**1. Obtain and secure sample of all the information pertaining to this case. Observe and record combat data on the UBCS.**_

_**2. Destroy all the evidence including the medical facility that has the medical treatment data.**_

_**3. Check the guinea pigs' ability to accomplish the mission. **_

_**Once your mission is complete, evacuate the area. Remember that you must not help anyone who is not a supervisor, nor bring anything back that might be traced to where it belongs.**_

Just as I finished the last line, the door to the room opened slowly. I turned, startled, to see Nicholai. He gasped angrily and took off back down the hall. I let the notice slip from my sweaty hand and it slowly sank back to the floor, landing gracefully among the rest of the papers. I grabbed for my pistol and sprinted after Nicholai. I saw that he had opened the shutter and was running down the narrow hall that it led into. I went to catch up to him, making it to the end of the hall before I heard Jill call my name. I hesitated, but lingered long enough for her to catch up before continuing after Nicholai. We followed him through another door and found ourselves in a large room. There were two ways to go, and I wasn't sure which route Nicholai had taken.

"I'll go this way." Jill said, nodding to the left. I patted her on the shoulder before running to the right and crashing through the next door. Narrow stairs led up to a room with shattered windows. In the center of the floor was a hatch leading presumably outside. Another communications center was against one of the walls.

"Missile attack confirmed. All personnel evacuate immediately."

I approached it, hearing another sound much louder than the blaring message. From the window dead ahead, a helicopter hovered into sight. I sucked in my breath and waved my arms furiously at it. I stopped, cold and numb once I realized who was in control of the chopper. It was Nicholai. He flipped me the bird, laughing cruelly and yelling over the sound of the blades.

"Well, looks like you almost made it Oliveira. Very impressive for a mutt!" he shouted.

"You don't have to do this! We won't say anything if you help us get out of here!" I called back, ready to jump out of his way if he intended to fire at me.

"That woman is still alive? She'll be baking with the rest of this shithole soon enough." He said angrily.

"You're just one of Umbrella's slaves, you bastard!" I screamed back at him.

"No more time for chit-chat. Die, you pathetic waste!" he yelled as he prepared to fire. I grabbed the launcher from my back and took aim. Bullets whizzed by me as I fired a round into the chopper. It hit the side, spinning the rig momentarily. Nicholai quickly got it under control and began shooting again. I ducked, deliberating how I was going to get him before he killed me.

Jill burst into the door, distracting Nicholai completely for all of two seconds. I saw my chance, jumped up from hiding and fired another round. This time, it hit home. It went straight into the chopper's windshield and the 'copter spun furiously, sinking rapidly to the ground. I watched it crash against a stack of old vehicles. A few moments passed, and then it exploded, an orange glow spreading around the wreckage. I sighed and tossed the launcher to the floor. Jill came over to me, and took me into her arms. She was shaking badly and I knew she had encountered the mutant once again. I held her away from me and looked into her face. Blood ran from a nasty gash on her forehead.

"I think it's dead." She said, unsure if that were entirely the case.

"Missile attack confirmed. All personnel evacuate immediately." The device blared yet again. The missile was getting closer. The way to cover this whole incident up was to wipe out all the evidence, and that was exactly what Umbrella planned to do. I took Jill by the hand and walked to the hatch. I pried it open with weak arms and peered down the ladder. It led outside, just as I had thought. We climbed down, and watched the burning wreckage of the chopper. Embers rose from the flames and into the slowly brightening sky. I saw Nicholai crash. I knew he was dead, but still something made me uneasy.

We walked further out between the piles of smashed cars and Jill gasped suddenly. I turned to look and see what she had noticed. A helicopter was making its way toward us, preparing to land. We backed up and readied ourselves for another fight. No one came out. Slowly, we approached the chopper, weapons still ready. A burly man with a dark auburn beard turned to face us. Jill's arms fell to her sides and she ran to him.

"Barry!" she cried with delight as she ran and hopped into the chopper. I followed, smiling at the sound of her joy. Before the pleasantries had ensued, a loud angry cry echoed through the air.

Nicholai, a bleeding mess emerged from beyond the wrecked helicopter. His fatigues were blackened from the fire, and he was headed straight for us. The pilot lifted the chopper off of the ground, but it seemed to be taking forever. Nicholai was closer now, but as he stumbled forward, another menacing and garbled sound came from behind him. The creature that had been after Jill emerged more mutated that when I had last seen it. It oozed toward Nicholai, who had turned and merely stared as it came for him. Finally, he reached for his gun, but he was too late. The monster was upon him, knocking him on his back and covering him completely as it did God knows what to him. Our chopper had made it into the sky, and we began the flight out of the city. I could still hear Nicholai's cries as he was torn into by Umbrella's creation.


	10. Epilogue

**Epilogue**

"Barry, you saved us!" Jill cried happily.

"I couldn't leave a teammate behind," the pilot replied with a smile. I put my arm around Jill and pulled her close to me. She didn't shy away this time, and rested her head against my shoulder. I smiled down at her while she slept.

"Let her rest, kid, "Barry said to me.

"Mind if I ask you something?" I spoke with curiosity.

"Shoot."

"Can you tell me about what happened in the mansion?"

"That's one hell of a story." He chuckled.

The city was decimated behind us by the missile. The streets that we had narrowly been able to escape were nothing more than blackened rubble. All the people of Raccoon City were lost in the flames. The flames that would serve as a cover to Umbrella's warped experiments. The sun rose slowly into the cloudless azure sky. The nightmare was finally over.

The wind whipped my hair back from my face carrying with it the scent of the sea. I smiled and inhaled deeply. Arms wrapped tight around my midsection from behind me. I turned and picked Jill up and spun her around once before setting her back on her feet.

"You're such a charmer," she giggled. She stood next to me, placing her hands on the railing of the cruise ship. We peered over the cool blue waters and watched the sun slip under the waves in a brilliant sunset.

"Carlos!" Barry shouted from behind us. He held up a bottle of wine in one hand and nodded for us to join him at a nearby table.

"Much better meeting you under less bizarre circumstances," he said, filling the glasses.

"Same to you," I replied, reaching for my glass. I tried to take a sip, but Jill gave me a look and I lowered the glass from my lips and smirked.

"A toast," she said with a smile.

"To what?" I asked.

"To a better world," she offered shyly.

"To a better world," we all said in unison, clinking our glasses together.

"We're a long way from that, darlin'." Barry said sadly. And somewhere off in the distance, a bird called out once as if in agreement. It sounded like an omen, warning us that there were still more nightmares to come and that this fight was far from over.


End file.
